Law 3102 Business Entity Comparison Powerpoint Post 2009 Revisions

Law 3102 Business Entity Comparison Powerpoint Post 2009 Revisions

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ENTITY COMPARISON LLPs and LLCs
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Why a limited partnership? Two key issues Personal liability of owners of business Tax consequences Liability General p/ship - All partners unlimited personal liability Limited p/ship - allows investment with limited liability (LP’s)
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LIMITED PARTNERSHIP Members of Limited Partnership Limited Partners: Certain members contribute capital but have limited liability for firm debts. Most LPs can lose is their investment. General Partners: members who manage the business and are personally liable for firm debts. LP can consist of one or more general partners and one or more limited partners
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LIMITED PARTNERSHIP Certificate of Limited Partnership A LP can be created by executing a certificate of limited partnership which contains following: Lp’s name • Lp’s address of registered office and name and address of its agent for service of process Name and business address of each gp Pship’s mailing address Latest date on which LP will dissolve. NOTE: if cert if not filed, all participants have the status and liability of general partners in a general partnership. Limited Partnership Agreement: usually drafted by the founding general partners.
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LIMITED PARTNERSHIPS Characteristics of Limited Partnerships: Capital Contributions: LP contributes any of cash, property or services. Firm Name: a LP’s name will not appear in the firm name. Words “limited partnership” must appear without abbreviation in the firm name. Management and Control of the Firm: GPs manage the business and are personally liable for the firm debts. GPs may avoid personal liability by incorporating.
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Law 3102 Business Entity Comparison Powerpoint Post 2009 Revisions

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